High Roller Technologies (ROLR) Registration Filing summary

Company overview and business model

• Operates a global online iCasino platform offering over 4,400 games from 70+ providers, targeting high-value players with a VIP experience and rapid onboarding, payouts, and personalized features.

• Implements a multi-brand strategy, with HighRoller.com as the flagship and Fruta.com launched in 2024, aiming to launch at least one new brand annually.

• Revenue is generated through a house edge on games, with a focus on customer acquisition via digital marketing and affiliate partnerships, notably with Spike Up Media.

• Holds gaming licenses in Curacao and operates under agreements for Estonian market access; plans to enter regulated North American markets within 12 months post-IPO.

• Management and board have over 100 years of iGaming and e-commerce experience, with operations based in Las Vegas and Malta.

Financial performance and metrics

• Revenue for the six months ended June 30, 2024 was $12.3M, down 17% from $14.9M in the prior year period, mainly due to market exits and higher player returns.

• 2023 revenue was $29.7M, up 60% from $18.5M in 2022, driven by increased marketing and full-year contribution from HighRoller.com.

• Net loss for the six months ended June 30, 2024 was $3.35M; 2023 net loss was $2.82M, improved from $3.06M in 2022.

• Cash and equivalents as of June 30, 2024 were $1.36M, with a working capital deficit of $7.39M and accumulated deficit of $24.6M.

• Auditor's report includes a going concern warning due to recurring losses and capital deficiency.

Use of proceeds and capital allocation

• Net proceeds of $8.1M–$9.5M (if over-allotment exercised) expected, based on $8.00/share IPO price.

• Planned allocation: $3M for marketing and user acquisition, $3.5M for expansion into regulated markets, $1M for new brand launches, and the remainder for working capital.

• Proceeds will also support platform development, licensing, and potential acquisitions, with management retaining broad discretion over allocation.